Teen Titans: Ultimatrix Chronicle (Adopted version)
by UltimateB10Fan
Summary: When Team 10 is sent to Jump City, they end up stranded there and decide to help the Titans protect the city. (Adopted by me from Stormez the Wolf.)
1. Prologue: Go!

**DISCLAIMER: I don't own Teen Titans or the Ben 10 franchise.**

 **(Remember this disclaimer because I don't plan on repeating it in every chapter).**

 **For years I've been trying to find a decent Ben 10 and Teen Titans crossover.** **There wasn't really many good ones out there. With the exception of a** **few stories written by NegaiFreak,** **PlutonBlack** **and** **GuyverGenesis** **. But the latter two have been taking SO FREAKING LONG to update their stories I've totally given up hope and thought about starting a B10xTT crossover of my own.**

 **But instead I've adopted one. "Teen Titans: Ultimatrix Chronicle" originally belonged to** **Stormez the Wolf** **, but due to personal matters, he put it up for adoption and guess who responded to it in less than half an hour.**

 **Enjoy!**

 **Prologue: GO!**

The life of a superhero is filled with danger, adventure and excitement; sixteen-year-old Ben Tennyson, however, was having none of that today. In fact, he hadn't done any heroic work in months! At the moment, the most dangerous thing that could happen to him was getting brain-freeze from drinking his favorite beverages.

The situation on his homeworld had changed drastically in recent months; things had finally calmed down not only on Earth, but throughout most of the universe. The Galvan had given the Plumbers, an intergalactic police force, powerful technologies that allowed them to combat threats that had previously required Ben's help.

Ben was mature enough to know that that was a good thing; there was peace, crime was down, and life was good. Still, a part of him missed turning into an alien every day and fighting some criminal or giant monster. He didn't do any of his heroics for the fame, at least, not anymore; now, he just missed the feeling of helping people.

He'd spent the last couple of years unlocking new aliens and even a few new Ultimate forms on his Ultimatrix, but what good were they if he didn't even need them anymore?

At that moment, Ben walked out of Mr. Smoothie at a leisurely pace, enjoying a chocolate-blueberry combo smoothie. Gwen was close behind him, followed by Kevin who, against his better judgement, had actually ordered one of Ben's suggestions.

"Ugh! I can't believe I let you talk me into getting this!" Kevin complained as he threw away a barely eaten peanut butter-jalapeño combination that despite the appeal of spicy peanut butter was as per Ben's usual smoothie tastes, a horrible combo that left an awful aftertaste in his mouth.

"Don't blame me! You're the one who took my advice. It can't be that bad, can it?" Ben took another long sip of his smoothie as he opened the passenger door of Kevin's muscle car and let Gwen get in. Kevin slid into the driver's seat next to his girlfriend and sighed.

"Guys, could we just have one peaceful car trip without you two bickering over something stupid?" Gwen asked with an exasperated sigh. Ben stopped everything he was doing. "Mr. Smoothie is NOT stupid! Don't even joke like that." At that point, the trio's plumber badges received an incoming signal. It was Grandpa Max, and he sounded worried. "Ben, Gwen, Kevin, where are you? Never mind, the situation is calling for experience, and after your fight with Vilgax, I know you three can handle it. I'm sending Kevin the city's coordinates."

As soon as Kevin got the coordinates, he let out a low whistle. "What is it? Where are we going?" Gwen asked, to which he replied "Jump City. Hang on, we've got a long drive ahead of us."

* * *

Meanwhile in the center of Jump City, a green haze rose from the raised crater situated in one of the city's plazas, right in front of a pizza joint where the layout was like a slice of pepperoni pizza. Neon green eyes opening, their glow piercing through the haze, an alien figure with orange skin and long auburn red hair slid out of the crater and to the ground.

Over her forehead and around her face she wore a vaguely M-shaped face guard that stopped around her jaws, and around her neck she wore a silver pauldron with a black broach-like object above her chest. She wore silver shoulder pads, and her arms, stomach, and thighs were covered in purplish segmented body armor. She wore a black form fitting tank top that stopped above where her midriff would be, a black skirt with a silver belt, and thigh-length boots with silver trim around her thighs and likewise soles. In addition to all this, she seemed to have a bulky white and black-trimmed device locked onto her forearms leaving her elbows free, the two matching cylinders held in place by a bolt between the two sides, and at the front were connected by a U-shaped hinge of dark grey metal with a red-armored bolt.

"Slopforn ivortmat!" she growled as she slid down the stone slabs. "Slopforn! Ond gudshik zerrole!" she growled in some alien language, holding her forearms at them while the people gathered backed away seeming to think that the restraint was a sort of weapon. **(A/N: I'm winging it with the alien language here...)**

Shaken out of his stupor, a pedestrian took a picture with his camera, the flash causing the red-haired alien girl to recoil slightly before her eyes narrowed, a frenzied battle cry escaping he lips as she went on a rampage, swinging her arms around and freaking people out in general as she smashed everything in her path.

This was the scene that Ben, Gwen and Kevin came to as they took in the girl smashing various objects with her restraints, trying to break them off.

"Such strength..." Gwen said in astonishment as they saw the ease in which the girl smashed the things that should take a person three times her size to break.

"Man, two minutes and this girl turns the area around her crater into a complete warzone," Ben remarked.

"She's probably just mad from the long trip or something." Kevin guessed "I know _I'd_ be if I woke up in a crater," he added trying to lighten the mood.

"Not funny, Kevin." Gwen scolded her boyfriend, "But still, why is she so enraged?" she asked.

The figure watched as the green-eyed girl seemed to struggle with her restraints, only to slump forward in defeat. She then perked up a moment later and jumped up next to the support beam that held the pizza joint's balcony aloft and smashed her cuffs against the side of it, plaster sent flying and people knocked out of their seats.

"X'hal! Yark! Mesnef!" she cursed as she swung her restraints into the support column with each curse, warping it with each swing until the pizza slice-shaped balcony broke off entirely, a few civilians left hanging off the edges for standing too close.

The three plumbers were about to take action as the girl was about to take a fourth swing at the abused pillar, only for the sound of metal meeting metal to reach their ears a dual-tone grey bird-like projectile struck the girl in her right temple. Following the direction in which the projectile was thrown she spotted who most likely had thrown it standing atop a car.

"Who are you?" demanded a spiky-haired teen, his hair most likely swept back by hair gel. He wore tight green pants held up by a yellow segmented belt with numerous compartments and a circular black-trimmed buckle, black boots with metal tips, a red vest with green sleeves and a yellow R over a black circle, a black cape with yellow lining around his neck and shoulders, and had green gloves that stopped just short of his elbows. He wore a black and white domino mask, and was most identifiable by his hero persona, Robin, sidekick of Gotham City's 'Dark Knight', Batman.

"Uh…who's the kid in the Halloween coustume?" Kevin asked, not recognising the newcomer.

"I don't know," Gwen asked. "but I hope he knows what he's doing."

The spiky-haired teen's question remained unanswered as the alien girl immediately recognized him as a threat, spinning through the air before bringing her restraints down onto the ground, creating a massive fissure in the process. The alien girl took several swings at Robin, who deftly dodged each swing. Throwing an exploding disk at her after leaping over his shoulder, the five failed to notice the presence of a grey-skinned figure in a dark blue hooded cloak, stopping short of her ankles, she was watching the fight with her amethyst colored eyes.

"Man, that girl must _really_ be riled up about something," Ben remarked as they continued watching the fight, the alien girl effortlessly tossing a car into the air with her right foot before kicking it with a spin, the spiky-haired sidekick ducking to the ground as the automobile spun end over end, flying several thousand feet before it found home in the side of a building. "Why did that car just explode?" he wondered, seeing that it was somehow still intact.

"Hm. Stronger than she looks," Robin spoke seeing how far the thing flew, turning around only for the alien girl to deck him across the face with a wild double haymaker (causing Ben, Gwen and Kevin to cringe), sending him rolling across the ground before coming to a stop, just narrowly dodging another double axe handle into the ground which most likely would've powdered every bone in his body.

"Okay, maybe _now_ would be a good time to intervene." Ben stated as he swiftly activated the Ultimatrix and already found the hologram he wanted. "It's Hero Time!" he cried out before slamming his hand down on the core. Cassie and the Furies were forced to shield their eyes as Ben's body was shrouded in brilliant emerald light. As it died away, standing in Ben's place was a tall, muscular, magma-based life form with dark red rocks over his fiery interior, radiating with heat. His head plumed fire, had shoulder plates that were slightly tipped up from his arms. His feet had an oval-like design, with just two pointed two on each. In addition, he bore the Ultimatrix symbol upon the middle of his chest.

"HEATBLAST!" He shouted in a deep, raspy sounding voice.

"Dude," Kevin gave Ben a slightly annoyed look. "You really gotta stop calling out your transformations names. We already know who they are."

Heatblast glared back at buff teen and countered, "No way! Calling out my aliens names is my thing. Besides, didn't we already settle this? I shout out my names because they strike fear into my enemies."

Kevin folded his arms across his chest and looked at Heatblast with a raised brow. "Uh…no…it doesn't."

Gwen sighed frustratingly as she pinched the bridge of her nose. "If you two girls are done, can we please stop a rampaging alien from causing further destruction!?" She demanded.

"Yeah, yeah, we're on it," Kevin said as he touched the hood of a nearby car and absorbed its properties, encasing his body in metal armor.

Ben discharged a torrent of fire from the soles of his feet, causing his body to blast forward like a rocket towards the battle field.

As the alien girl prepared to assault the costumed-teen again, when the flame-coated fist of Heatblast met with her face; she grunted as the surprise attack sent her tumbling back.

"Why don't you pick on someone with _real_ firepower?!" Heatblast said as Kevin and Gwen caught up with him; the former morphing his hands into sledgehammers and the latter's hands lighting up in pink mana.

Robin was surprised by the sudden appearance of these newcomers.

"Relax, kid, we're on your side." Kevin answered without taking his eyes off the alien girl.

Speaking of whom, she recovered from the Pyronite's attack and glared angrily at the new threats that dared confront her.

Heatblast summoned fireballs in his hands and threw them straight at the girl. The alien stood firm, not attempting to dodge the attacks. She swung her restrained arms and deflected the fireballs with relative ease.

Gwen, now floating on a mana platform, hurled a few mana disks at the alien, who easily withstood the attacks, much to the young Anodites shock.

Kevin lunged at the female extra-terrestrial, but she slammed her cuffs into the Osmosian and sent him careening back into Heatblast.

Robin took advantage of the girl's distraction; quickly whipping out a grey pipe from his utility belt, it then extended into a full bo-staff, which he brought into the side of the girl's head and sent her flying into the air, her body making a dent on the car in her path. The teen whipped out his bo-staff again, only for it to crumble into pieces as though it were made of glass.

"Yeesh, what is that girl made of?" Heatblast asked himself as he saw that.

Wrenching herself free from the vehicle, the orange skinned girl simply cracker her neck to the right with an audible _***crack***_ with a smirk on her face.

"Zota," she said having hardly felt the hit at all and rushing at the with another overhead swing, only for the brown-haired teen's eyebrow to raise as a green mountain goat suddenly came out of nowhere and blindsided her. What really caught them off guard was that the goat then transformed into a little green-skinned teen.

"Ex-Doom Patrol member Beast Boy, Sir! How can I help-" he asked with a salute before growing wide eyed. "Wowzers. You're Robin aren't you sir?" he asked. His attire consisted of a purple jumpsuit with black sides encompassing his shoulders and arms, his jumpsuit's pants styled into purple shorts with the rest of his legs black, with a grey belt with a circular buckle, gloves, around his waist and on his hands. His shoes were segmented purple sneakers with black trim and grey soles. On his mask he wore a grey mask with a purple top, leaving only his green face exposed beneath his eyes, which had dark rings around them like a raccoon's, and overly-large pointed ears like an elf's. His looks surprised the others this newcomer's features had them pondering if he was an alien too.

"Well you can start by not calling me sir," Robin rebuttled.

"Friend of yours?" Heatblast asked Robin as he and his Team approached them.

Beast Boy's eyes drifted to the Pyronite and his eyes were once again filled with wonderment. "No way! You're Ben 19! That guy with the alien watch that lets him turn into alien superheroes?!" the green-teen asked.

"Uh…yeah…that's me." Heatblast answered somewhat taken aback by this kid's over-enthusiasm.

"Great," Kevin rolled his eyes, "Another Tennyson-fanboy."

The green-skinned boy had stars in his eyes as he held his salute. "Well let me just say that it's a real honor to be-"

"Uh, Beast Boy, was it?" Heatblast said getting the teen's attention.

"Yes sir?"

The Pyronite pointed him in the general direction of the girl he'd blindsighted. The others' eyes widened as the alien red-head suddenly lifted an entire city bus above her head, sending it flying at the five teens with a mighty heave. As they hastily dodged, a large figure jumped into the way of the bus and surprisingly caught it, his feet digging trenches across the ground before he set the vehicle down.

"Yo! Who's here messin' up my neighborhood?" the African-American teen shouted loudly. He was extremely tall and extremelymuscular under a pair of black seat pants, a black track suit that showed off his massive build, black boots, and dark grey gloves on his hands. His hood was up and the shadow cast by his cowl hid the majority of his upper face, his left eye glowing red surprisingly.

"Yo! Who's here messin' up my neighborhood!" the African-American teen shouted loudly. He was extremely tall and extremely muscular under a pair of black sweat pants, a grey sweat shirt that showed off his massive build, black boots, and dark grey gloves on his hands. His hood was up and the shadow cast by his cowl hid the majority of his upper face, his left eye glowing red surprisingly.

Ben wasn't sure why, but he reminded him of his old friend Manny Armstrong.

"She started it," Beast boy said pointing to the alien girl as she walked towards them.

"Hraaa-AH!" she shouted as she brought her restraints down onto the street, causing a massive quake to send every car bouncing off the ground and debris to be knocked around by the sudden impact. Standing to full height, the alien girl's restraints fell away, or to be more specific, the outer layer, revealing a second set of restrains in light grey with black trim, a bolt down the sides, but this time revealing her hands, which had violet armor on the backs.

Ben stared at the girl in confusion, _"_ _Why would she do that? Unless…"_

Raising her hands and clenching her fists, the girl's hands began to glow the same color as her eyes as she aimed them at the six teens; Gwen anticipated what was going to happen next and she knew that the boys didn't have any defense for it. She rushed in front of them raised a pink shield just in time as the alien girl let loose a dual-volley of energy bolts from the ends of her fists towards the six. Gwen grunted as her energy bolts hit the shield with a force that rivalled a missile.

When she stopped firing, Heatblast tapped the Ultimatrix dial, covering him in a green flash. He transformed into a large, tan-colored dinosaur-like creature, standing at 12 feet with a muscular and somewhat humanoid body; he had massive arms, elephantine feet and a tail and the Ultimatrix disk is present on his chest.

"HUMUNGOUSAUR!" Ben's new form yelled in a deep voice after his transformation.

The six teens charged from the smoke towards the rampaging girl, dodging her energy blasts at the same time. Her energy blasts missed us only to hit everything else, cars building, lampposts, and more were damaged in the girl's onslaught. They regrouped behind the bus she threw. She stopped throwing energy blasts only to sink to her knees, likely from shooting so many consecutive energy bolts.

"If we don't stop her soon, she'll level the whole city in the next hour." Humungousaur said.

"Yeah, the dude has a point there." The large guy in the sweat suit agreed as he leaned on the bus

"I won't let her!" Robin answered as he brought his right fist into his left hand. "I won't lose this fight!"

"You're acting as if it's personal," Kevin remarked with a risen eyebrow.

At some unspoken command we all charged from our hiding place, only for a massive raven-shaped silhouette of dark energy to suddenly rise out of the ground in front of them, screeching into the air and halting their advance before a new figure materialized from behind them, seemingly out of the shadows themselves.

"Maybe, fighting isn't the answer," a quiet, purple-eyed grey-skinned girl said as she walked towards them. Over her body she wore a dark-blue cloak that went down to her ankles, a black and gold broach on the left, the cowl of her hood hiding the upper portion of her face, the only other visible part of her being her blue-clad feet.

Kevin shook his head, "This night just keeps getting weirder and weirder," he sighed as the silhouette dissolved.

Humungousaur then looked at the kneeling girl as her hands still steamed from her attack.

Touching the Ultimatrix dial, Ben reverted back to his human form. "Stand down." Ben ordered. Gwen and Kevin complied while Beast boy saluted. The sweat suit wearing teen did not seem to like this and voiced his displeasure.

"What, you think you're the boss or somethin'?"

"Trust me," Ben insisted, "I think I can calm her down."

The boy backed down while Robin remained silent, wondering if this brunette knew what he was doing.

"Be careful, Ben." Gwen advised "She seems to have culture shock, added to that she seems not to understand English." The red-haired girl added.

Ben nodded at his cousin's advice and walked towards the kneeling girl who was panting. The girl then stood up and raised her arms, fists starting to glow green as she took his advance as a threat causing Robin to back up and raise his hands in a calming gesture.

"Easy, my name is Ben, and I just wanna help..." the Ultimatrix bearer said; while it is true that she may not understand English, maybe the tone of his voice will help.

Growling slightly, the alien girl was about to spring into action again, only to meet his endearing smile and falter, her eyes ceasing to glow, revealing them to be a light green through her sclera, her irises a shade of emerald green.

Next thing she knew, she could now move her arms freely. She looked down at her feet to see that Ben had removed her inhibitor cuffs.

The Ultimatrix bearer was no stranger to alien-based cuffs and knew (with lessons from Kevin of course) how they could be removed without a key.

"There. Now that you're free, can you tell me who had you-MMF?!" Ben said only for his words to be muffled. The others' eyes widened as dinner plates as the alien girl suddenly pulled him into a kiss by the back of his neck, her eyes closed as Ben's widened before she suddenly pushed him away, the surprised Ultimatrix bearer landing on his butt.

"If you wish not to be destroyed, you will leave me alone!" the alien girl suddenly growled out in English before flying away.

Silence took hold on the street before Beast Boy broke it.

"So…I'm Beast Boy. Who're you?"

* * *

A few minutes after the initial shock of the alien girl's departure, wanton destruction all around, the group broke out of their stupor.

"Who was that girl?" Gwen asked.

"Well, whoever she was, the girl knows how to make an impression," the African teen stated.

"I think _we_ made a pretty good impression," Beast Boy said with a grin. "Crazy space girl's gone, the city's saved. Mission accomplished."

Kevin snorted "Yeah, an entire street in ruins and other damages throughout the city, that's a _great_ first impression." He said sarcastically.

Robin spoke as he began walking away and said, "Looks like we're done here, I appreciate the help."

"You're going to track down the alien?" The cloaked-girl asked in a monotone voice.

"I have to find out if she's a threat."

"We better go too." Ben said as Kevin and Gwen were at his sides.

"Why? So you can get another kiss?" the larger teen asked snidely.

"No…" Ben said simply, though he was mentally blushing like crazy from being kissed by a girl he had only just met. "It's our job to deal with any alien activity that threatens the public." He explained before turning to his cousin. "Gwen, can you track her."

The Human/Anodite's eyes briefly glowed pink as she replied, "Yes; she left her mana all over the place. She hasn't gotten far."

Nodding, Ben quickly slammed the dial down and was instantly engulfed in a familiar green light. In nanoseconds, his body transformed into red manta-ray like alien with the underside of his wings being colored yellow.

"JETRAY!"The Aerophibian shouted as the light died away.

"Do we really have to fly Tennyson Airlines again?" Kevin whined.

In a swift motion, Jetray hovered off the ground, grabbed Gwen and Kevin with his feet before any other compliant or remark could be made. In seconds, Jetray was soaring high into the morning sky, and quickly making ground towards the little small town in the distance.

"Up, up, and away!" The red manta ray alien exclaimed as he shot off into the distance where the alien girl likely went.

Beast Boy ran up to Robin and asked, "Sir, I mean Robin, I was wondering if you..."

Robin interrupted him and said, "Sorry I just went solo, I'm not looking to join a team."

"…need a sidekick?" the green-skinned boy asked scratching the back of his head before turning around. "You guys wanna get a pizza?" he then asked the other two animatedly.

"I shouldn't..." the cloaked girl said walking away, leaving the green-skinned boy to go after the large African teen.

"Just you and me then huh? Cool. I-I haven't really had anyone to hang out with since I quit the Doom Patrol," he said following him. "This is going to be fun. Can we play video game-" he was about to ask only to be interrupted when he bumped into his back as the teen stopped.

"There! Take a good long look!" he said pulling away his hood, revealing the left side of his face down to his jaw to be covered in grey metal, the top of the left side of his head, the side of his right, and the left side of his neck inset with dark and light blue mechanical parts. "I had an accident, and now I'm a monster alright. A _cyborg_."

"Cyborg? Cool! You're like Robot Man 2.0!" Beast Boy said happily looking the teen over from multiple angles.

"You're a weird little dude you know that?" he asked flatly.

"Hehe. You called me _dude_ ," the green teen returned with a smile. "Okay, so... see you later. Right, dude?" he said as the cyborg pulled his hood up and started walking away. A few seconds later however, a massive silhouette moved through the sky, causing Beast Boy to call out "DUUUDE!" loudly as the red and orange-trimmed ship of alien origin flew over the city towards the island in the center of the bay.

Shortly after the alien ship had shown up, a large orange-armored torch the size of the Statue of Liberty's was jettisoned onto the island in the center of Jump City Bay.

"Looks like space girl has friends." Cyborg said as he saw this

"Or enemies..." Robin said as he walked up to them.

After touching down, a massive hologram, so large you could see it from every point in the city was a giant, ugly, reptilian fish-like alien covered in dark green scales and off-gold armor.

The lizard-like alien began to speak, _"People of Earth, we come to your planet looking for an escaped prisoner, a very dangerous prisoner. Do not interfere and we will leave your city with only minimal damage. But if you attempt to assist her your destruction will be absolute."_ The image faded away as the doors to the capsule opened.

"That's a big ship..." Cyborg said as the torch seemed to open to reveal more of the lizard-like aliens.

"And those are some scary looking aliens..." Beast boy said as they took off into the city to search for their prey.

"They told us not to interfere." The grey-skinned girl said

"You're still going after her, aren't you?" The hooded teen stated rather then asked as Robin nodded.

"Can we come too?" Beast boy asked hopefully.

"...I suppose I could team up, just this once." Robin answered smiling which caused the rest to smile back and follow, but the grey-skinned girl hung back with uncertainty.

"You in?" Robin asked as he noticed that she hung back.

"...I'm not the hero type." The grey-skinned girl said turning away "Trust me, if you knew what I really am, you wouldn't want me around..."

That statement caused the hooded teen to frown under his hood as he recognised what she was feeling, loneliness... He then touched the girl's shoulder surprising her.

"We know enough." The hooded teen said smiling which made her give a small smile back.

* * *

Joining together, the cloaked girl explained that she was near after the group had watched a few of the reptilian fish-like alien's rather _questionable_ searching methods if they intended to only leave "minimal damage". The cyborg of the group had pulled back his right sleeve, revealing that it followed the same design template as his head and neck, and explained that he had a built in sonic analyzer. In addition, Beast Boy transformed into a blood hound before sniffing around as he dragged his snout along the alleyway ground. As the green-skinned teen caught the girl's scent, the cyborg said he'd found her heartbeat, the group running down the street towards a video rental store. So, imagine their surprise that when they get there that who else, but Team 10, do they run into, standing by a melted hole in the rental store wall. Ben waved over to the group.

"Hey guys!" Ben called from beside a melted hole in the wall of the video rental store. "She's in here," he elaborated, the four looking over his shoulder to see the alien girl stuffing her face full of all sorts of snacks from the video rental store. To be frank, her manners were atrocious, though maybe that was the normal on her home planet. God how right he was.

"And you're not worried about the aliens?" the cloaked girl asked poignantly.

"You mean fish-face on the jumbo non-existent screen?" Kevin asked rhetorically before he scoffed "He _obviously_ hasn't dealt with us before," he said crossing his arms.

"So then you know what you're getting into?" Robin asked.

"Five bucks says we'll have to storm the alien mothership, kick some alien butt, and take down their ship before sunrise tomorrow morning," Ben said confidently but with a hint of wisdom.

"Alright, let's get in there. She can't do this on her own," Robin said as he led the group into the store, the alien girl having dug through a few hundred dollars-worth of over-priced snacks before Beast Boy saw fit to speak up.

"Uh… Those taste better _without_ the wrapper," he quipped somewhat nervously.

The alien girl ceased her ravenous consumption, rounding on them with balls of glowing energy in her hands, causing them to go on guard.

Ben put his hands up and said, "It's okay, were friends remember?"

"Friends? _Why_? For what purpose did you free me?" she asked as she stalked towards the group with glowing hands, the seven teens backing away cautiously.

"Just…trying to be nice." Ben said awkwardly.

"Nice...? We do not _have_ this word on my planet. Closest is rutha. _Weak,_ " she hissed with glowing narrow eyes.

"Well, _around_ here, nice means nice, and if you want us to _keep_ being nice, then you're going to tell us why the lizard king took you prisoner," the cyborg of the group said standing up to her.

"Not prisoner. I am... prize," she said as her hands and eyes ceased glowing as she adopted a saddened pose. "The Gordanians deliver me to the Citadel. To live out my days as their servant."

"And the Citadel are..." Gwen asked, trailing off as she waited for an explanation.

"Not, nice," the girl returned evenly.

"Then you're not going with them. Not if I have anything to say about it," Robin stated giving her a thumbs up.

Um, don't you mean _we_?" Beast Boy asked before the side of the building exploded inward, the place being swarmed with reptilian fish-like aliens moments later. At the shout of "Seize her!'", the aliens flew forward, intent on reclaiming their prisoner.

Instinctively, Ben selected a form on the Ultimatrix hologram library and slammed the dial. A green flash of light consumed Ben's body. His height increased to over 6'5'' as his skin color turned to an assortment of blue and black. When the light died away, an anthropomorphic moth with the Ultimatrix dial present on his chest stood in Ben's place.

"BIG CHILL!" Ben said in a cold, eerie voice.

At an unspoken command, the gathered eight teens charged into battle took on their own number of the lizard-like aliens. The group's cyborg struck his alien with a double axe handle, Beast Boy transformed into a rhino and sent several flying into the air off the end of his charge, the alien girl decked a dozen or so with a super-powered punch, Kevin bashed his share of enemies with hands morphed into maces, Gwen unleashed a barrage of mana-bolts at the lizards, Robin knocked a few away with a kick and another bo staff, the cloaked girl sent several others flying with her dark powers, and Big Chill exhaled his icy mist freezing them on the spot.

The battle continued outside as Robin saved the alien girl from being impaled. Gwen was forced to project a mana shield to prevent most of the lizards from reaching her. Kevin the nearest lizard's lights as he watched Beast Boy, now as a panther, make quick work of two other aliens. More Gordanians tried firing at Big Chill, only for the moth-like alien to turn intangible allowing the blasts to harmlessly faze through him.

"You can't touch me," Big Chill smugly informed them with folded arms, "But _I_ can touch _you_!" the Necrofriggian flew straight through the flying lizards, freezing them in ice within seconds.

The African teen, after grappling with his and being forced to the ground, rolled out of the way before flipping and landing, only to be pelted with energy attacks. When the smoke cleared, his full form was revealed, showing that only his biceps and the majority of his face were still organic. He had semi-transparent components on his thighs, forearms, and shoulders, while the rest of his body was white and grey with black armor underneath and grey trim separating his body's components. Clearly angered by the loss of his outfit, he leapt at one of the aliens and broke its spear before throwing it into several others.

He found himself backed into a corner as more Gordanians continued firing at him. Big Chill, who had just made a seventeenth lizard-sicle, noticed his predicament. He touched the Ultimatrix dial and he morphed into a six foot tall being whose body appeared to be made entirely of purple rock, with several dark lines and spots. His hands and face are magenta, and he also sports six magenta shards on his back, two on his chest, and one on the top of his head that resembles a horn. His face consists of a mouth and one large green eye at the centre.

"CHROMASTONE!" the new form of Ben proclaimed.

The Crystalsapien jumped in front of the cyborg, allowing the energy blasts to hit him instead. But instead of causing him damage like the soldiers expected, Chromastone absorbed them!

"That's not gonna work on me fellas." Chromastone informed them with a smug smirk. "I'm an energy conductor!"

Without giving the lizards a chance to process this revelation, Chromastone gathered raised his hands up and discharged a multi-colored blast of energy at the assaulting Gordanians, knocking them out of the air.

To finish the battle, the cloaked girl ripped a lamp pose out of the ground with her powers, which gave it a black aura before she used it to send a few of the aliens flying away and to the ground. Looking up in defeat, the aliens quickly flew off into the night sky, leaving the eight teens to get back together after the battle had been done; Ben assumes his human form again and Kevin's armor fades.

"I believe your expression is... thanks," Starfire said, sounding rough at the beginning, but endearing at the end.

"Aw man, my suit," the cyborg of the group groaned as he tugged at the tattered remains of his clothing.

"So? You look _way_ cooler without it," Beast Boy said with a grin and a thumbs up.

"Yeah. Like I'm taking fashion advice from the kid in the goofy mask," Cyborg replied snidely.

Beast Boy looked hurt as he asked, "Goofy? My mask is cool." Looking to us he asked, "Isn't it? Guys?" the cyborg, Raven and Kevin shook are heads in the negative. Looking hurt he asked, "But, what about my secret identity?"

"What secret identity? You're green." Raven pointed out flatly.

"Yeah that's kind of hard not to miss." Kevin agreed.

The green-skinned teen searching for a response only to come up with none; he removed his mask revealing a head of short spiky hair a moment later, his ears normally-proportioned despite what his mask portrayed.

"This isn't over. Now that they've interfered-" Robin took over before the alien girl continued.

"Trogaar will strike harder. It is only a matter of-" she said only to be interrupted by another hologram appearing in the sky above Jump City.

 _"_ _Fools! The Earth scum have been warned. Your insolence will be punished. Your city… shall be des_ _troyed_ _!"_ the alien the group assumed to be Trogaar stated before the hologram faded, the massive alien ship flying over the middle of the city as a massive orange-armored particle beam cannon extended, glowing brightly as it began to charge and caused people to scatter in every direction like scared rodents.

"That's a _biiig_ gun," Kevin stated with a slightly slack jaw, while Raven only nodded in agreement since it wouldn't be worth it to comment further. The brunette's own statement did so enough.

"So…After trashing the pizza place and a perfectly good video store, now we've managed to make a humongous space gecko mad enough to vaporize our entire town?" Beast Boy asked in shock.

"What do you think?" Kevin asked rhetorically.

"Go team." The cyborg added sarcastically.

"All the fault is yours. I commandedyou to leave me alone, but you insistedupon being nice!" the alien girl growled at the spiky-haired teen.

" _My_ fault? You blast me! Kiss me-"

"Technically she kissed _me_ ," Ben pointed out raising a hand.

Robin ignored him, "But you never stopped to mention that they had a gigantic particleweapon!" Robin demanded as red lightning arced between him and the alien "escapee". Things soon quickly degenerated into childish arguing between Beast Boy and the cyborg, Raven and Team 10 being the only ones left out before both Gwen and Raven yelled out.

"QUIET!"

Everyone stopped arguing to look at us. Raven smiled sheepishly and said quietly, "Hi."

 _"Hmm, she must not like being in the center of attention."_ Ben thought to himself.

The not-so-nervous Gwen spoke, "In case you guys forgot, a tyrannical alien-lizard plans to blow up the city whole. So are you all gonna stand around pointing fingers at each other like kids all night, or are we going to do something about it?" she demanded.

Robin sighed, "She's right; look it doesn't matter whose fault it is, what matters is that we're in it and we will get out of it together." They all smiled and nodded in agreement. Smiling Robin said, "Come on, we got a city to save."

Beast Boy asked, "Uh, how are we going to get on the ship?"

Raven answered, "I can teleport us there."

"Do it." Robin instructed.

Nodding, Raven surrounded us in her dark energy and the next thing they knew they were aboard the alien ship.

"Ugh… that dark energy stuff gives me the… uh, I mean… It's cool!" Beast Boy said, giving Raven a thumbs up.

"Niiiiice." Kevin responded sarcastically to the green skinned teen's quick recovery.

"We have to get to the firing controls. There isn't much time." Robin said to the other seven as they began to sneak down a corridor. Then Gwen noticed Raven had stopped following them.

"Mind telling me why you're always by yourself?" she asked the robed teen.

"You heard the kid… I don't exactly fit in." she said, seeming a little more downcast than usual.

Gwen put a hand on her shoulder. "He's green, two of us are half alien, one of us is half metal, one of us has a plethora of aliens at his disposal, one of us is from space. You fit in just fine." Raven decided that now wasn't the time to question her new friend on what she meant about aliens and simply nodded, thinking she would ask later.

The orange skinned girl, who by this time had gotten used to her strange company, directed her attention to Robin "I bring you… apology." She stated, unsure of how he would react.

"Don't worry about it. I'm sorry I yelled too." Robin said.

The alien girl continued "And, again, you are all very… nice. On my world only my Knorf'ka has shown me such kindness."

"Well things are different here, but we shouldn't be stopping to chat, because if they didn't know we were here before, they do now." Ben interjected as he raised the Ultimatrix dial and thought _~skip the catch phrase, it would attract unwanted attention.~_ as they were surrounded by the lizard aliens.

"Take them out, team." Robin said as, on a hunch, Raven raised a necromantic shield around her and Ben. "Thanks." He said as he slammed the dial down. He was now a semi-armored Velociraptor. He had black wheels on his feet and wore a helmet with a visor, leaving the other features of his head unknown, with the exception of his blue face, green eyes, black lips, and stripes above and on the right side of his eyes. He had five blue stripes on his tail and the Ultimatrix symbol is on his chest.

"XLR8!"He hissed in a raspy voice that sounded like he had a sore throat.

Raven then lowered the shield and using his ability to manipulate friction, XLR8 took off in a black-and-blue blur, assaulting the remaining Gordanians. Thanks to the Kineceleran's speed, the lizards couldn't react in time as they were taken out in 2.3 seconds.

Once the deed was done, Ben turned human again he picked up one of the alien spears and said "I think I'll keep the element of surprise."

"Dude, are you always this resourceful?" Beast Boy asked dumbfounded.

"Eh... so and so." He responded. When they found the bridge of the ship, they saw that it needed a key card, and Robin was more than happy to bring out an explosive. Then Gwen got an idea. "Why don't we just have Ben use Grey Matter to hack into the door mechanism, instead of blowing up the ship?"

"Who is this Grey Matter you speak of, and how did you manage to be a kineceleran?" The orange skinned alien girl asked him. She was very interested in what this human could do, but she was still cautious. Team 10 was surprised that she recognized his form, and knew the term to match. Robin took the liberty to use Ben's stunned face as extra time to blow the door open.

* * *

"-it takes more than eight juvenile heroes to defy the mighty Lord Trogaar." They heard the leader, apparently Trogar himself, say as they entered.

"We're not eight heroes, we're one team." Robin said confidently.

"Since when did I say I was part of a team?" Kevin asked, annoyed that no one had asked his opinion, as he absorbed the red metal that the ship's hull was made of.

Ben swiftly activated the Ultimatrix and already found the icon he wanted. When the core popped out he slapped it back down. His body was shrouded in brilliant emerald light. As it died away, standing in Ben's place a seven-foot tall creature that seemed to be made of a green, plant-like material. His head was a red and yellow flame pattern.

"SWAMPFIRE!" he yelled; due to not having a nose, his voice sounded stuffed and nasally. "Hit 'em hard, hit ém fast."

Everyone gladly obliged and charged at the Gordanians; Robin flew into a kung fu kick and decked an alien, while the cyborg used the shockwave off his double axe handle to sent another two flying. Beast Boy had transformed into a kangaroo and delivered a double kangaroo kick, and the alien girl knocked out another one with a dynamic glowing-fist uppercut. Kevin decked the lizards with his hands morphed into a mace and sledgehammer, Gwen fired off concentrated blasts of mana while Swampfire discharged two dense streams of fire and the aliens, sending them scattering.

Beast Boy ran, or rather bounded over to a group of the aliens as a kangaroo, taking them out with his powerful legs, but was knocked against the wall after one of them landed a powerful punch. Raven used her dark powers to appear in front of Beast Boy's attacker and put up a small shield to repel his punches.

When her shield failed on her, Robin used the opportunity to jump onto her attacker's back. A punch to the face and roundhouse kick later, the Lizard alien grabbed him around the torso and threw him across the room, where he was grabbed mid-air and set down by a hand, made of pure mana energy.

"What the?" was all he could get out before he had to get back into the fray. The orange skinned alien shot strange green bolts of energy towards Trogaar as he began to run towards her, only to be stopped by Cyborg and Kevin, who were both more than glad treat the alien tyrant to a series of hard punches. Unfortunately, they were both knocked backwards by the force of his own, harder punches, and she was grabbed and forced onto the floor, struggling to get free.

"He, fishface!" Trogaar looked to his right to see Swampfire sprinting forward with his fist reared back and jumped up to deliver a powerful blow into the Gordanian leader's face. The lizard warrior went flying back and crashed into the wall of the ship.

Trogaar recovered, and with a vengeful snarl, he lunged at the opposing Methanosian, who did likewise. Swampfire threw another punch, but Trogaar evaded it this time and with his extended claws, he sliced off Swampfire's outstretched arm.

"BEN!" Robin yelled, worried his new teammate just received a fatal injury, until he saw something unexpected happen. A vine grew out of the stump in Swampfire's arm and connected with the severed limb, the limb was then pulled back into the socket and reattached itself. The transformed teen gave a smug grin as flexed his reattached arm.

"My turn." The Methanosian formed flames in his hands. Trogaar was so stunned that he didn't have time to dodge. The torrent of fire hit him square in the chest, sending him hurtling to the ground. Swampfire thought that was the end of it, but Trogaar got back up, his face full of rage.

Swampfire groaned at his enemy's stubbornness and noticed that more and more Gordanians were entering the battle; the teens were practically swarmed with the entirety of the bridge.

"Gonna have to step things up a notch," Swampfire noted, "Time to go Ultimate!"

He lifted his right hand and slapped the Ultimatrix dial on his chest, causing four clamps to stick out from the rim. An emerald flash illuminated the room as an evolutionary surge filled Swampfire's body. The result dumbfounded everyone minus Kevin and Gwen: Swampfire grew an extra foot taller and now bared the resemblance of a humanoid tree. His body was now comprised of dark brown, petrified wood. On his hunched back were three blue, gooey shells and his flame-patterned head was inside one of the frontward facing shells. The new form of Swampfire bent his arms by his elbows and shouted out his new name.

"ULTIMATE SWAMPFIRE!"He bellowed out.

Taking advantage of Trogaar's stupefied expression, the hyper-evolved Methanosian brought his hands forward unleashed an enormous torrent of azure flames upon the Gordanian tyrant. The force and intensity was enough to blast him away while he roared in intense pain as the flames scorched his body.

But Ultimate Swampfire didn't stop there, he pulled off some blue, gooey balls from his forearm and tossed them at the feet of another Gordanian horde. Upon hitting the floor, they ignited into blue fireballs and sent them careening back. The teen hero ran forward, tossing countless 'grenades' at his enemies, which quickly subdued them. Needless to say, Robin and the others were impressed.

Ultimate Swampfire then noticed that a few more Gordanians were charging right at them with their weapons poised to strike! So he threw some small seeds at their feet, and like something out of an overactive greenhouse, thick vines grew out from under the lizard aliens. These vines did their job just fine, and trapped the Gordanians in an unbreakable mass of wild foliage.

"Can you rewire that into some sort of weapon?" Robin asked as he, Gwen, the cyborg, and the alien girl were cornered.

"I can try," he replied before ducking, Kevin being sent over his head and into the nearby wall by one of the alien's uppercut, said aliens soon surrounding them, only to stop as a soft-spoken voice got their attention from behind.

"Get away from my friends," Raven then said as she helped Beast Boy up. "Azarath, Metrion, ZINTHOS!" she called out as her eyes glowed white within the cowl of her hood, the resulting explosion blowing out the cockpit's roof and cancelling the particle weapon's charge, the sudden loss of control causing the ship to crash into the bay.

Getting up a few seconds later, a smouldering Trogaar walked towards Raven and Beast Boy, his claws extending as he raised his arm to strike them down. Eyes narrowed, Ultimate Swampfire prepared to hit him with blue fire again, only for a blue and white-ringed beam to come off the cyborg's arm and strike the alien leader in the back, causing him to grunt in pain and fall flat on his face, Ultimate Swampfire sighed as he allowed the blue flames in his hands to dissipate.

"Alright, I'm only going to say this once," he said raising his arm, which was now configured into some kind of sonic cannon. "Booyah."

Kevin gave Beast Boy a high five, nearly knocking him over as he forgot he was still covered in metal.

* * *

After the battle had ended, with the aliens taking their working shuttles off the planet after their warship was grounded, the four heroes, the alien girl and Team 10 found themselves on the coast of the island in the middle of Jump Bay facing the east, the sun rising in the distance. The alien torch had been left behind, clearly only meant for one-time deployment until it was retrieved and re-fitted for future use.

"That's quite a view," Raven said, her hood down revealing purple shoulder-length hair, angular eyebrows, and a red gemstone on her forehead. Her cloak was now hung at her shoulders, revealing a black leotard, black armlets, blue wristbands, and a pair of broaches on the backs of her gloves, while her belt was made of likewise broaches.

"Somebody outta build a house out here," the cyborg stated with crossed arms.

"Yeah. If you like sunshine, and the beach," Beast Boy said tapping Raven with his elbow.

"Hmhm. You know, you're kinda funny," she said with a ghost of a smile.

"You think I'm funny? Oh-hoho. Dude, I know some jokes!" the greenette said with diamonds in his eyes, the purplette quickly regretting egging him on like she did.

"Keep the jokes to a minimum and I _might_ let you off without a warning punch." Kevin said aggravated. Then he addressed Gwen "And my car got destroyed in the attack, along with our plumber badges so it looks like we're stuck here until we can contact your grandpa, babe."

Ben suddenly asked as if out of nowhere "Did anyone see where the alien girl went?" he looked around a bit before the subject of his question stepped up from around a rock and approached the group.

"Please, I look... nice?" the alien girl asked, revealing an outfit change. Most of her armor had been cast off except for that around her neck and forearms, revealing a fair deal more skin. Her tank top and boots which were silver-trimmed were now purple, and on her right bicep she wore a silver arm band. The M-shaped crest on her forehead was also gone, revealing a pair of small eyebrows that matched her hair, overall really bringing out her eyes and giving her an exotic look.

"I…still don't know your name," Ben stated after taking in the girl's appearance.

"In your language, it would be Starfire," she said walking towards them.

Robin stepped forward, "Welcome to Earth, Starfire."

I thank you all for your bravery and help, and I wish to ask permission. To remain here, where the people are most... strange, but also most... kind," Starfire said warmly.

"You don't need our permission," Gwen said kindly.

"But if you want our friendship, you've got it," Ben added.

"I guess we could all use some new friends." Cyborg admitted.

Kevin grumbled "Well my car _did_ get destroyed, so I'm stuck he- owww." He got elbowed by Gwen.

"Besides," Beast Boy added, "we kinda made a good team. Right Kev?"

"It's Kevin, not Kev, but it was pretty fun to beat those lizards senseless." Kevin let a laugh escape his lips.

"Is he always like this?" Robin whispered to Gwen. "You get used to it." She answered.

"I thought we might want to keep in touch, so Cyborg and I designed these," Robin said holding out six circular yellow walkie-talkies, black trim along the bottom, side button, and a black antennae with a red button on the side.

"Made them outta my own circuits," the now-dubbed Cyborg said proudly with crossed arms.

Kevin then held out one of the off-yellow spear-like weapons of the Gordanians by his side. "Plus we got a souvenir out of this. Sweet."

"Uh... I'd watch where you point that thing if I were you," Raven said, placating him.

"Why? Who could _possibly_ be hurt out _here_?" the half-Osmosian asked setting one end of the spear down, a blue bolt flying off the end before _–_ _choom-squawk-_ a seagull was shot out of the sky, smoking and twitching slightly as Kevin rubbed the back of his head slowly. "Um... Maybe I'll just go and see what I can salvage from the ship. Hopefully a user's manual," he said nervously as he held the weapon behind his back and walked over to where the ship crashed.

Gwen sighed, "I better go with him." She said following her boyfriend.

 **Thank you** **Stormez the Wolf** **for letting me adopt this story and I look forward to picking up where you left off. By the way, I hope you don't mind that I extended the first chapter a bit for more excitement, and the Tower building part will come in the next chapter.**

 **Credit to the following authors: The Incredible Muffin, Codecrash, NegaiFreak, ActionBoy 87 and Ultimate10 for inspiration.**

 **Please read and review as feedback would be greatly appreciated. This is my first story after all (even though it's adopted but you know what I mean).**

 **Thank you for the support and I'll have the next chapter up as soon as I can.**


	2. Settling In

**Chapter 1: Settling In**

"Alright, now bring those panels over here so I can weld them down!" With a snap-hiss, Cyborg's finger reconfigured itself into a compact yet powerful blowtorch as he yelled out.

A week had passed since the Gordanian invasion was duly averted by the efforts of Robin, Cyborg, Beast Boy, Raven, Starfire, Ben, Gwen and Kevin, while the collateral damage was high, had they not been stopped, damages would've _easily_ exceeded minimal. Since then, things were moving along as smoothly as they could be. The island in the bay had been designated as their new headquarters and the idle drop ship had been scrapped and plundered for parts.

Cyborg and Kevin had immediately started construction on a home base, using the free labor also known as Ben's aliens to quickly speed up production. The Ultimatrix bearer, currently as Fourarms, was carrying any heavy equipment the tech experts required. The others did what they could to help but the job was mostly left to the group's resident tech junkie and former criminal.

Gwen, Robin and Raven used their time to teach the original Starfire about the world she was in, also keeping Beast Boy well away from the Tamaranian so as not to poison the young alien's mind. For Starfire, it was the simple things that astounded her such as what food should not be mixed together as well as the facets of earthling interaction. It seemed the alien race was much more open with their relationships when they grew emotionally close to someone, and the redhead had trouble grasping the fact that simple actions such as successfully answering a question didn't warrant one of her death hugs.

Today Ben and Kevin were working with their new cybernetic buddy so they could finish up the living quarters of the building which oddly enough was shaped like a giant 'T'. It was crafted that way so people would recognize who they were and what their new team name was: the Teen Titans. It wasn't the first name that was thrown out but it was the one that stuck.

 **(Flashback start)**

 _We're back and we've got good news!" Robin shouted as Jetray released the hold he had over the brightly colored boy's shoulders, allowing him to safely drop to the uneven ground. Clutched tightly within his hands were a few sheets of pristine white paper. The others moved closer to the duo, wondering exactly what Robin was so happy about._

" _So what's got you bouncing around, sir?" Beast Boy asked before withering under the look he received. He would have to be broken of that vocal conditioning soon._

" _Starfire and I spoke with the mayor of Jump City and we were able to get his approval for basing our team here in the city. It makes things easier when the government actually knows you're on the right side of the law…" He seemed to drop into his thoughts for a moment before shaking his head and coming back to reality. "He also allowed us to use this island as our base of operations."_

Jetray turned back to his human form, " _And we've also got the mayor's permission to allow Starfire to stay in the city with us as long as future invasions are avoided."_

 _Starfire beamed "Oh it is most glorious to be allowed to stay in my new home with my new…friends."_

 _The term friendship was still foreign to Starfire, but the concept was becoming easier to say with each passing._

" _Great," Kevin said in approval "now that all the legal work's out of the way, we can get to work."_

" _Hold up!" Everyone stopped, looking at the green teen curiously. "If we're now some super duper crime fighting team, we need a name. Something cool like the Doom Patrol!" The others began arguing, coming up with strange or exotic labels. Ben, Gwen and Kevin just watched the argument in amusement as conversation continued until the soft-spoken Raven opened her mouth and somehow caught the attention of the others._

" _How about…the Teen Titans?" The others contemplated her input silently before the ashen-skinned girl found herself being pulled into one of Starfire's bone-breaking embraces._

" _Oh, Friend Raven! That is a wondrous name!" The mage struggled within her grip, thanking the fact that her fellow female was giving her a 'happy hug' and not an 'ecstatic hug'._

" _Let…go…" Thankfully she did, releasing the girl making her stumble back into Gwen, who then steadied her with both hands on her shoulders so she could inhale precious oxygen._

 _"So we get to do whatever we want with the island right? Because I know just the perfect place to start as a base…" Cyborg grinned slyly, casually pointing over to the empty shell of alien technology._

 **(Flashback End)**

Kevin and Cyborg had already finished with most of the tower, the last thing that needed to be finished was the common room as they, with Fourarms' help finished putting up the last wall.

From bottom to top, the tower had: A submarine launch bay, basement, garage, foyer & storage, lobby, infirmary, crime lab, evidence room, gym, danger room, monitor room, and GPS Room at the apex, the topmost floor being corridor that led to the twelve rooms situated on the sides of the big **T**. At the very top was a large open courtyard-like area with a heli-pad installed in case anyone needed a place to land, since the aptly-titled Titans Island had no plots of land flat enough for a helicopter to use. Facing the east, Robin, Starfire, Ben, and Cyborg's rooms were situated on the north side of the tower (or the right tip of the big **T** ), while the south side of the tower (or the _left_ top of the big **T** ) were Kevin, Beast Boy, Raven, and Gwen's rooms, all of which had their own private bathroom _–or ensuite-_. The rooms were uniform in size and quite large with window size set according to the owner's request, the remaining six rooms vacant and uniform until new members joined the team. Overall from its foundation Titans Tower was at least 200 feet tall, and below the foundation the facilities stretched to eighty feet underground at the basement, excluding the elevator for the submarine launch tunnel. There was also an underground tunnel connecting the garage to the highway just outside Jump City, and aside from air or by the sea, the undersea tunnel was the only way in or out of the tower.

For all intents and purposes, the GPS Room, or Main Operations Room as one of the technicians stated, was intended to be a multi-purpose room at the apex of the tower and among one of the biggest. Equipped with a kitchen, fridge and pantry, and communication suites, it was also designed to be a common area, a large circular yellow table in the center with a black eight-segmented couch behind it set in front of the TV, which folded out of the situation, the main wall situated so that the group could look out over the bay.

Around the island, a _"super hero standard"_ security system had been set in place. Motion detectors, video cameras, seismograph, and various other forms of monitoring equipment acting as the early-warning system for the island's inhabitants, all made by Cyborg with the help of Ben and Kevin. The rooms had all been made by themselves, so that personal preferences could be reached.

* * *

"So, that is how the Crime Detector works." Kevin finished explaining to the others, who were now in the main Ops room marvelling at the advanced technology at their disposal. If what he and Cyborg had explained was true, the computer's systems were linked to every camera in the city and the adjacent prison.

Speaking of the prison, sirens began blaring as a wall was forcibly knocked down and several guards were forced to pursue someone that had broken _into_ the prison. The tower got an immediate signal and the screen zeroed in on the prison cameras.

Robin saw the perfect opportunity for the team to gain more combat experience. "Alright Titans, we've got work to do. We're lucky the prison is close by."

"Yeah, but why would someone break _into_ prison? Aren't people supposed to break _out_ of it?" Kevin asked as he stepped onto a solid mana platform that Gwen conjured up for transportation. Ben shrugged as he hit the Ultimatrix dial again.

"JETRAY!" he yelled as he transformed before flying off.

* * *

Meanwhile at a prison a few miles beyond the wastes of Jump City's south sector, sirens were blaring, signalling that someone or something was breaking out of jail. But that was not the case as the doors to the main courtyard were kicked in, and a massive humanoid...whatever it is, made out of stone and concreate lumbered towards the doors of the central building where the prisoners were housed. Blocky, yet somehow flexible enough for articulated movement. As it trudged forward, a few of the white-armored Jump SWAT team entered before firing on the stone-borne monster, their laser rifles designed to incapacitate escaping prisoners doing no good apart from bouncing off the thing's back.

Turning around to growl at them, the thing then stomped its left foot down, the seismic waves causing slabs of concrete to rise up and cover its advances into the prison, leaving the SWAT team behind. When it made its way into the prison, the thing looked around with red angled eyes, as though it were looking for something in particular. However before it could get too far, a voice from above cut its train of thought short.

"You know Cinderblock, normally the bad guys break _out_ of jail," Beast Boy's scathing remark sounded through the quiet prison hall.

"And I can think of _eight_ good reasons why you don't want to break in," Robin said before dropping down into a crouch in front of it. "One!"

Starfire flew into view next. "Two!"

Then Beast Boy jumped out as a tiger, shifted back to his human form and said "Three!"

Gwen ran into view. "Four!"

Raven jumped into the fray. "Five!"

Kevin walked casually into the room, knelt down, absorbed the concrete and said "Six!"

Cyborg jumped down from the upper floor. "Seven!"

Ben stepped up to the concrete behemoth. "Eight. Although to be fair, I count more than once." He added.

The eight teens stood tall and strong ready to face their massive opponent. Nothing was known about him other than the fact that he was like that for as long as anyone currently living in Jump could remember. The monster dubbed Cinderblock had mostly performed acts of random violence and mayhem in the past, but nothing this complex in the past. All this aside, the Teen Titans rushed him like any other criminal, ready for their first super-villain battle together as a team.

" **RRRRAAAAAH!"** Cinderblock roared as it began running at them, the ground thundering with each step.

Ben activated the Ultimatrix, and scrolled through the alien holograms. When he found the alien he wanted, Ben slammed the dial down. Once the flash of green light faded, standing in Ben's place was a humanoid, tailless tiger, with a single, large claw that sprouted from the back of his hands, with the Ultimatrix disk on his chest.

"RATH!" the creature cried in a deep voice, then glared at Cinderblock.

"Lemme tell you something, big ugly rock guy! No matter how you do the math, it all adds up to… hold, on a second. One, two… well whatever it adds up to, Rath's gonna smash you up real good!" and he charged at Cinderblock.

The Titans turned to Gwen "Is he serious?" they said in unison. "Unfortunately, yes." She answered.

"APPOPLEXIAN CORK SCREW!" Rath cried out, as he put his claws in front, spinning around like a top. He looked like a striped torpedo, as he slammed into Cinderblock, sending him skidding away.

"Nice one!" Beast Boy cheered.

Rath landed on the floor, and looked to the behemoth, pointing out, "KNOW YOUR PLACE YA BIG PALOOKA! YOU MAY BE BIG BUT RATH…IS EVEN BIGGER!"

Cinderblock stalked over to Rath showing he was bigger than the Appoplexian. Rath cocked an eyebrow, as he ranted yet again, "EXCEPT FOR THE PART WHERE YOU'RE TALLER AND HEAVIER THAN ME..." but shook it off, as he shouted, pointing his claw at Cinderblock, who was readying himself to attack the Appoplexian. "BUT THAT DOESN'T MATTER! 'CAUSE THE BIGGER THEY ARE, THE HARDER…" Rath didn't get to finish as he was backhanded by Cinderblock, sending him skidding into a wall.

As he got up, Rath groaned, "Ugh, Rath doesn't remember how the rest of that went." But he shook his head, clearing it, as he shouted, "THE BIGGER THEY ARE, THE HARDER THEY FALL! THAT'S WHAT RATH WAS GONNA SAY! BY THAT LOGIC, YOU'VE GOT NO CHANCE!"

As the Appoplexian charged in again, the rest of the team did likewise.

While Rath was holding Cinderblock in a chokehold, punching him in the face several times, Robin leaped in for a powerful roundhouse kick to his cement midsection. As soon as Cinderblock broke free of Rath's hold on him, Starfire shot two blasts of green energy at his back, which upon contact had quite a profound effect. As Cinderblock stumbled, Kevin morphed his hand into a stone hammer and intended to smash into Cinderblock's chest. At the last second Cinderblock raised his arm and their attack met, sending Cinderblock fumbling backwards.

Beast Boy, transformed into a hawk, took the opportunity to attack him with his talons, which hardly did anything more than annoy the stone giant as he made his way towards Raven and Gwen. Ravens eyes began to glow white as Gwen's glowed pink. As a slab of concrete was raised by Raven to defend the two teens, Gwen shot several mana energy disks at Cinderblock when he demolished the chunk of concrete.

When Starfire, Kevin, Cyborg and Robin ran into the fray intent on delivering pain, Cinderblock's arm punched the latter three away in one fell swoop. Star threw a couple starbolts at Cinderblock, only for the creature to stumble back a bit before it grabbed her.

"I am sorry to disappoint you, but I am _stronger_ than I look." Star said with eyes glowing green, her right foot delivering a powerful kick to the thing's chest and sending him flying back, landing against one of the walls. Rath was quick to jump at the chance to attack.

"LEMME TELL YA SOMETHING YA BIG SLAB OF ROCK, NO ONE MESSES WITH RATH'S TEAM!" and he delivers a strong right uppercut into Cinderblock's gut.

At that moment Beast Boy dropped down before transforming into a massive green, black-striped T-Rex, stomping towards Cinderblock only to get decked by a left-handed swing, being sent flying back through the air. As Raven began her chanting, she looked up to see the giant T-Rex change back to Beast Boy. Gwen intercepted the changeling's decent by surrounding him in a mana rob, giving the mage a thumbs up before she finished her chant, several slabs of concrete rising up from the ground and sent flying towards Cinderblock, only for the thing to shake the foot-thick slabs as though they were made of styrofoam. About to walk off like the Titans were no more than an annoyance, Robin suddenly dropped down onto his back and tried to wrap his arms around the thing's neck, only that it didn't _have_ a neck which left him grabbing the crevices of its face as it tried to shake him loose.

"Thrashing only makes me hold _tighter_!" Robin taunted even as Cinderblock tore a large girder from the wall, intent on using it like a club. The next moment like in an old Bugs Bunny cartoon, the thing sung the girder over its head to hit Robin, only for the column of steel to bend around its cement skull.

"Now _there's_ an idea. Hrrah!" Cyborg grunted as he pulled out a girder from the wall as well and holding it like a large sledgehammer, the two clashed with their makeshift-weapons. Despite Cinderblock being a few heads taller than Cyborg, the latter proved to be on equal strength with the thing as they two continued to clash. Coming to a standstill, Cinderblock pushed Cyborg back before it suddenly used the cement-tipped end of the girder to send him flying across the ground, sparks arcing off his body as he scraped across the floor.

Ben, who had somehow convinced himself that Rath was doing more harm than good, decided to switch his alien forms. In a flash of green light, Rath was replaced by what looked like a giant oven with arms and legs. The armor was mostly grey, with an orange glow coming from the three slits were his face should be. The Ultimatrix symbol was positioned on the round disc on his chest.

"NRG" the alien called out in a thick Russian accent.

NRG shot a beam of radioactive heat at the steel support beam in Cinderblock's hands. Cinderblock immediately dropped the melting metal as it became hot to the touch. Starfire laughed at the long-distance use of NRG's powers to make the threatening weapon completely useless, prompting the armored alien to smirk proudly behind his vent-like visor.

Cinderblock turned to run down a corridor, and Robin reached down to help Cyborg up. "Wanna, give this guy the sonic boom?" Robin asked,

Snarling, Cinderblock ran back at slightly-impressive speed given the thing's size and mass, ignoring the Titans in favor of something _deeper_ in the prison's main building.

"Wanna give this guy the Sonic Boom?" Robin asked as he helped the metal teen up.

NRG, having heard the question, replied, "How about the Sonic Doom instead?" He touched the dial and transformed again. In a flash of green, standing in NRG was replaced by a three foot tall white humanoid with a round head, earphone-like objects on its head, and two green eyes.

"ECHO-ECHO!"Ben shouted in a stereophonic voice.

Echo-Echo then slapped the Ultimatrix dial again, causing four prongs to stick out from the dial rim. Another emerald light blinded the corridor as an evolutionary surge overwhelmed Ben's body. Standing in the wake of the flash was a humanoid with blue metal skin, an oval shaped head, long arms and legs. It had an overall rounded design with circular components on its shoulders, hands, chest, head, and legs.

"ULTIMATE ECHO-ECHO!"the teen announced, his voice sounding more robotic. "You guys might wanna cover your ears." He instructed to everyone, who obliged.

Using his flight abilities, Ultimate Echo-Echo flew in front of the retreating Cinderblock and raised his right arm. "Take this!"

Suddenly, a blast of sound-waves powerful enough to crush a mountain discharged from Ultimate Echo-Echo's hand. The brute was thrown back all the way down the hall. Cinderblock recovered and looked up to see Ultimate-Echo-Echo hovering above him with folded arms.

"You're not going anywhere, brick for brains." The hyper-evolved Sonorosian stated.

Cinderblock roared angrily as he lunged at Ultimate Echo-Echo with his right fist cocked back; however, the hyper-evolved Sonorasian quickly crossed his arms over his chest, making an X. Suddenly, a dome shaped barrier of sound was created, which deflected the rocky fist. Ultimate Echo-Echo switched to offense, pulling off a couple of disks from his shoulders, and throwing them at the behemoth.

The hovering, blue disks duplicated into ten and formed a circle around Cinderblock, who was oblivious to what was happening.

"Let's see if you can handle this, big boy. Sonic…" Ultimate Echo-Echo seemingly took a deep breath, "DOOOOOOM!"

A barrage of super-sonic blasts fired out from the disks and bombarded Cinderblock from every direction, encasing him within a sphere of immense sound. It was too much for giant as he was forced to his knees and covered his ears, or rather the spot where he would have ears, if he were human. Unable to stand the agonizing soundwaves much longer, Cinderblock collapsed into an unconscious heap. By this time, Ultimate Echo-Echo ceased his attack and the guards had surrounded Cinderblock; and Cinderblock was taken into custody.

* * *

 **Meanwhile, in an unknown location.**

Several giant gears could be found in the building, and they were working overtime to do whatever it was they did, be it powering something or just spin for no reason. A man in black and silver armor with a brown and black half-and-half mask with one eye on the brown side was staring at a video feed of the prison battle that had taken place moments ago. "So…Cinderblock failed. Pity. Computer, play back file 203.7 minutes four through six." The screen flashed with Images of Rath pummelling Cinderblock. "Interesting… Computer, Relay minutes eight through eleven." And the computer showed NRG, then Ben, then Echo-Echo going ultimate. The man in armor thought for a moment, then slammed his fist down on the console of the computer "I _will_ find out what that boy is… I swear it."

"Friends, I wish to initiate a group hug!" Starfire said cheerfully as they entered the Tower after helping with the prison clean-up.

"I'll pass." Raven said casually as she headed to her room.

"Ummm… I wouldn't mind a hug." Ben muttered under his breath. Unfortunately for him, Kevin heard what he said.

"Dude! You totally have a crush on Starfire!" Kevin taunted. Ben was just glad Starfire didn't understand the concept of a 'crush' yet.

"Say what now?" Cyborg asked a little shocked. "She's an _alien_ , dude. You can't seriously expect her to return the-oooof." He was elbowed in the gut by Beast Boy.

"So? Let the guy dream. I mean, he's more alien than she is with that thing on his wrist." Beast Boy stated.

"By the way, what is that device, Ben? You never told us." Robin asked.

Ben sighed. It was about time they knew anyway. "It's called the Ultimate Omnitrix, or Ultimatrix for short; and it allows me to change into any known species of alien I have available." He whispered the next part so Starfire wouldn't hear "I still don't know why it hasn't scanned Starfire, Beast Boy or Raven. I mean, I'm assuming their genetic code is different from humans, so apparently I will have to manually override the system using a voice command."

Beast Boy nearly wet his pants from excitement. "You can _scan_ people and get their powers?! Dude you should totally see if that thing can scan me!" He yelled, making Ben wince. "There's a reason I whispered that, Beast Boy." He said as Starfire had heard what he said and was now focused intently on Ben, and more specifically, the Ultimatrix.

Starfire's eyes widened in realization, "Friends!" she addressed Robin, Beast Boy, Cyborg and Raven. "We have Plumbers in our presence!" she said, indicating the green hourglass symbol on Ben's Ultimatrix.

"...they're...super powered toilet uncloggers?" Beast Boy asked, blinking in his confusion.

"...You know about the Plumbers?" Gwen asked in surprise.

"They are not the Plumbers of Toilet Repair," Starfire explained, "They are the Plumbers...they are guardians. They fight to protect. Some even visited Tamaran at one point, though we had no specific ambassador."

"What does plumbing have to do with aliens?" Cyborg asked, trying to keep up.

"We ain't 'plumbers' in that sense. I thought she already made that clear?" Kevin insisted.

"So then…all three of you are aliens?" Raven asked Ben, Gwen and Kevin.

"Sort of," Gwen replied. "A lot of people have alien ancestry and don't even know it yet...Ben and I didn't know we were a quarter alien until a few months ago, and Kevin is half alien."

There was a loud squeal and suddenly Starfire was latched onto Gwen. "Cousin!" She responded. She studied Ben for a moment, then pulled him into the hug. "And my other cousin!"

"Uh...I don't think so. Ben and I are cousins, but...I think we've met all our other cousins," Gwen said, attempting to break free but finding this other redhead's grip far stronger than any human's she'd ever encountered.

"But...you are from Anodyne, are you not?" Starfire asked.

"...not...directly," Ben said, taking advantage of her distraction to get out of her grip. "Our grandmother was from Anodyne, though. Gwen and I are just a quarter...and I don't have any of those powers."

The response seemed to make Starfire absolutely giddy. She pulled Ben back into the hug and squeezed tightly.

"Star...what's going on?" Robin asked.

"A long time ago, there were two siblings...they fought terribly over power. One attempted to kill the other for more, and when her treason was found out, she was sent away. She started the planet Anodyne. The planet she was banished from was Tamaran," Star explained. "Our powers are slightly different, but our ancestry can be traced back to the almighty Glo'r'bork."

"Now that you mention it, you two do look a lot alike," Beast Boy noted, looking Starfire and Gwen over.

"They do not!" Robin and Kevin snapped in unison.

"Dude, touchy," Beast Boy said, rolling his eyes.

"So this 'Ulti-matrix' allows you to become a large quantity of other aliens, but can acquire new forms as well?" Starfire asked Ben, intrigued.

Ben gave a nervous half-hearted laugh "Yeah, but some forms come with drawbacks… My personality changes to be specific, sometimes so drastically that I can't remember what I was doing before I changed back, and I don't want to be misunderstood all the time, so…" He realized the mistake in what he said a little too late.

"YOU TROQ!" Starfire screamed as her eyes lit up green along with her fists. As the force of her breath impacted the startled group, their hair was blasted backwards, away from their faces.

Ben started to panic "Wait, Starfire, I didn't mean it that way… I-I-I'm sorry, Okay? Please! It didn't mean what you think it meant. I meant that when I use certain forms, I don't understand my situation when I change back."

"Riiiiiight. Keep telling yourself that." Kevin goaded.

"Shut up, Kevin." Gwen said worriedly, trying to fix her hair.

"Fine, you wish to do the making up? Then perform the scanning on me! Maybe if _you_ were Tamaranian, you would understand why Earth language is so difficult!" Starfire was holding a starbolt two inches from Ben's face now.

Ben sighed in defeat. "Alright, alright, I'll see what I can do." And Ben raised his arm to head level. "Ultimatrix user access voice recognition mode. Commence Scan for unknown life forms."

As everyone looked at the Ultimatrix, which had turned yellow, green and black. Suddenly the dial on the Ultimatrix popped out, shooting out a yellow ray toward her, then circled a full 360 degrees around the room hitting everyone.

"Well, that's new, when did you learn that voice recognition command?" Gwen asked as not one, but six new forms showed themselves around the Ultimatrix. "Ummm… Last week." Ben admitted sheepishly. Starfire was still holding a Starbolt dangerously close to his face.

"Change!" she ordered him, to which he sighed and replied, "Well, here goes nothing." And he scrolled to the alien form that looked surprisingly like a simple change of Ben's clothes. How wrong he was about that. As he hit the dial, Raven asked "What did he do to us?" her face seemed to have two extra eyes and she looked angry enough to kill.

"MALGA'KORI!?" Ben shouted, then looked _very_ confused. He looked very much like himself, but his skin was now an orange hue, his eyebrows had changed shape and his clothing, while mostly green, had purple hues woven into the sleeveless shirt, a pair of purple shorts along with silver arm bands and the Ultimatrix symbol on a silver pauldron on his left shoulder. His boots were a silver metal he didn't recognize.

"You are going to need to kiss an earthling to speak English again, Malga'kori." Starfire said as Ben began freaking out. He promptly began to hyperventilate. A kiss! He couldn't do that! He briefly began to contemplate changing back to his human form. Then he saw the expectant look Starfire was giving him, and he turned to Gwen with a pleading expression on his face that clearly read "Help Me!"

"No way are you kissing me. I have a boyfriend. Besides, I'm your cousin." She said. Kevin was in complete agreement with her. "If you even try kissing my girl, I'll punch your lights out." Was all he said.

Ben hadn't ever expected an alien he acquired to have this big a problem. For the first time since he was ten, he felt powerless.

 **And there's chapter 2. I've made a slightly extended version of** **Stormez The Wolf's version. Hope you enjoyed it. Please read and review.**


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